Crew activities aboard 'The Fighting Lady', the USS Yorktown, CV-10, in the Pacific Theater during World War II. Sailors on board the day before attacking Japanese forces on Marcus Island. USS Yorktown underway in the Pacific Ocean. U.S. navy sailors drink coffee and play cards. They lie on bunk beds while listening to a crewman play an accordian. Men with tattoos on their legs and hands. Men play cards. A tanker comes to refuel the ship. Fuel lines between ships with rough seas. A weather balloon is released by a crewman. The skipper talks to the air group commander and view maps of Marcus Island. An animated map with large Japanese logo on it shows the path the USS Yorktown will take through the Marshall Islands to Marcus Island. The air group commander explains about the attack and shows with his hands some fine points in air dog fighting. The crewmen play games and write letters home before the strike. The radio plotting room. A lieutenant named E.T. Stocker plays cards with other officers. Sunset wide shot of USS Yorktown underway.

View of general quarters alarm as the USS Yorktown (CV-10) in the Pacific Theater during World War II prepares for attack of Japanese forces on Marcus Island. Men run up and down stairs and close hatches and watertight doors while pilots gather in the flight ready room. The U.S. Navy fliers wear their flying suits and get ready for the attack. A sailor responds to an intercom call to flight ready room three and orders pilots to man their planes. The pilots board the planes. The fighter planes. A radio plotting room to keep track of all the planes. The planes fly low and suddenly climb up. View of Marcus Island. The planes bomb Marcus island. Smoke due to bombardment. The bombing of the enemy boats and supply ships. A ship is destroyed. Smoke on the island. The planes in flight return back after the victory. A sailor nicknamed Smoky tracks the flyers to check that none of them is missing.

Navy Task Force engaged in practice maneuvers while headed for Peleliu, Palau Islands in World War 2. Closeups of TBFs, with canopies open, flying in formation,as viewed from one of the aircraft in the formation. Several of the TBFs skim the water surface in simulated torpedo runs. Two F4F aircraft in flight. A flight of three F4Fs. Close view of TBFs on downwind leg in landing pattern,abeam the Escort Carrier USS Marcus Island (CVE-77), with landing gear down and tail hooks extended.

Task Force maneuvers prior to the invasion of Peleliu in World War 2. Officers on bridge of USS Marcus Island (CVE-77) look through binoculars. Sailor sending semaphore signals. Pilots start engines and then unfold wings of TBF aircraft, preparing for takeoff. Sailor on wing of TBF talking to pilot. His hat blows off. He slides down from wing. The TBF takes off followed by another one. Three F4F aircraft take off in succession.